Lost and Found: Alternate Season Four
by Jenthewarrior
Summary: The Doctor finds a new companion in college student Grace Shaw, but her existence seems to be linked with the life of another Time Lord, who has been hidden from detection. Determined not to lose the person who delivered him from his pain, the Doctor must solve an age-old mystery, and stop a prophecy from being fulfilled. But who says he can't have a little fun along the way?
1. Grace: Chapter 1

**This story takes place three weeks after the end of Season Two of the popular science fiction television series **_**Doctor Who**_**. Instead of encountering Donna Noble on the TARDIS that day, the Doctor is drawn to a small town just outside of London, where the world seems to be ending. He finds a brave, if not dangerously curious, new ally in biology graduate student Grace Shaw.**

**I really hope you enjoy this story – I've just started watching **_**Doctor Who**_** about three weeks ago, and when I love something, I write about it. I've never found a character as benevolent and fantastically human as the Doctor himself; I hope to do him justice.**

**Thank you for reading. Allons-y!**

**XxX**

It was a night that began like any other. The sun fell gracefully behind the mountains of the English countryside, and the wind drew storm clouds over the hills. Grace Shaw went to bed as she always did, cold and alone in her parents' back bedroom, watching the shadows as they danced across her walls. Everything seemed to change, however, when the first drop of rain fell.

Running. Everyone was running. The emergency system set up by the Prime Minister herself was shrieking to the high heavens, warning them of some great disaster that was looming above their heads. The tops spun, tossing water in all directions, painting the sky scarlet for one second, and then leaving everyone in utter darkness for the next. As they surged toward the college gym – the safest place in Shepherd – people were trampled under cover of night. Grace was running beside her old lab partner, and in the very next heartbeat, the man had vanished. She tried to stop and reach out for him, to save him from the destruction of panic, but there was no way to slow the crowd. They were like scared sheep now, pushing and shoving, even biting their way into shelter. The pummeling rain only drove them harder; the wind hissed at their backs and threw branches into their faces. On all sides, the world seemed to be groaning and twisting, giving way under some massive pressure. All the while, the storm howled on.

Grace was the only one who had the right mind – or perhaps the _wrong_ mind – to stop and turn completely around. She let the crowd pass her by, slowly becoming the last living thing to be caught in the torrent. There was no containing the excitement she experienced; staring straight into the maw of the beast. Unfortunately, as she was staring into the roiling clouds, her mind buzzing with adrenaline, lightning flashed and lit the entire night sky. She saw a massive shape glimmering among the clouds, a plane the magnitude of which she'd never imagined – it was a spaceship clad in pale gray metal, consuming the stars as it hovered there. For the first time in her life she saw something completely alien, untainted by news programs and rumors.

The ship vanished as quickly as it had appeared, fading into veins of silver that rippled through the surrounding clouds. Finding that she was the only one still outside, Grace turned and sprinted for the gym, slipping through the doors just as they were closing. The loud buzz of an excited crowd was nothing compared to the flurry in her own mind. How could tragedy find them so swiftly after the attack on London? Did that ship hold more of those terrible metal men? Would they finally strike the human race down? The possibilities sent her running for shelter. The locker rooms were abandoned; in fact, the archway leading to them had been avoided by the crowd. She turned to find the entire town pushing and grumbling just a few feet from open space, and yet none of them seemed to notice it.

That snapped her out of her fear, awakening a curiosity that had always burned in her blood. The crowd seemed faceless at first, but it took her only moments to pick her family out of the mix. Her mother and father were just a few meters away, joined by their brother, who was still living on the college campus, and his girlfriend, a blonde floozy Grace didn't care to remember. Her mum pulled her close and stroked her hair, smiling tightly before she turned to another person and struck up a conversation. The moment ended as quickly as it had begun, leaving Grace a little miffed. It was alright to ignore her when there wasn't something horrific happening, but they could all die any second. Was it really so important to make a point?

The building shook. Grace strained upward to get a look at the other side of the building, but she just wasn't tall enough. "Do you see anything?" she murmured, turning to find that her mother, father, and brother had vanished. She stared at the place they'd been for a moment, mouth agape, and then flinched when she heard a loud noise coming from the locker rooms.

"Did you hear that?" she tried to get the attention of other people, but it was like they didn't hear her. They kept talking about the storm, not the odd things going on in the gym. She glanced toward the doorway, where the crowd thinned; everyone was avoiding it. There was another thump, this one just a bit deeper. "Come on, you had to hear that!" She turned quickly, but, as the line of people outside ended, those that were inside moved toward the back. Some of them stopped just a few meters from her and stared into space, as if in a trance.

Trembling, she ran for the arc, leaping over the short staircase and sprinting down the long, cold, concrete hallway. The lights flickered overhead, threatening to leave her in darkness. She didn't know why she was running; whether it was instinct telling her that someone very important was in danger, or just dumb luck, never occurred to her. She knew to stop halfway to the end, and, out of the corner of her eye, something stirred.

It was a massive locker room built for the tennis team, as spacious as it was posh. As she stared at it, every instinct told her to look away, that there was nothing important about it, but she couldn't bear the thought. She forced herself inside one step at a time, trying to fight against some unseen entity; as she stepped inside, it vanished.

That was the first time she ever saw him.

He was a handsome, brown-haired man in a long trench coat, lying against the lockers as if something with enormous strength had thrown him. His hand was outstretched, clutching an object that glowed blue at the tip – she'd never seen it before, but something told her it wasn't a fancy pen. It took her all of one second to realize that he wasn't an alien – though, in retrospect, perhaps that assumption came a little too early – and that he'd been hurt, perhaps very badly.

It occurred to Grace too late that she wasn't alone with this man. The far corner of the room was occupied by a tall, hulking creature with skin as black as pitch. Its body was almost human, but its face made her think of a Canid; the snout was long, and the nose, as far as she could tell, rested at the end. It watched her with wide, golden eyes that shifted like lava lamps, filled with white blobs that never stopped moving. Several things collided in her mind as she took in its appearance – _this_ was an alien, _this_ was the thing that came to Earth on that massive spaceship, and it didn't appear friendly.

She looked rapidly between the monster and the unconscious man, catching the unmistakable rise and fall of the man's chest. If she hadn't of looked, if she hadn't of seen the soft flicker of life in his body, she would've turned and run for her life. But that man was alive, and there was no way she was leaving him with this monster.

The alien in the corner fell onto four legs and staggered forward, leaving the shadows for the first time. Grace moved toward the man in response, but kept her eyes on the creature. She saw that some of its body – the shoulder – was steaming, as if it had been sprayed with corrosive acid. It began to limp down the aisle, not toward her, but alongside the benches. Grace ran for the coach's door, avoiding its outstretched fingers by mere inches. She knew this place; she knew that room. It was the safe room, where the teachers would lock up valuables for the students. If she could only get inside, she could buy herself enough time to come up with a plan; or write out a will.

She put all of her strength into her legs, using the last of her air to scream for help; picturing the frozen faces in the gym, she doubted there was anyone left to listen. Her efforts were in vain. The alien was exponentially faster all of the sudden; he leapt over her head and blocked the way, reaching behind him and slamming the door shut with disturbingly human fingers. Grace jolted to a stop and tried to turn, sneakers sliding uselessly on the tile, but he was already flashing past her, shutting the other door and locking it. There was no mistaking his intelligence.

She stood straight and inhaled. The showers. She was running again, this time for the security of three solid walls rather than real sanctuary. The only door she could close was made of cloth.

The alien was right on her heels, growling and squealing, making the most horrible sounds as it slowed to toy with her a little longer. She was able to reach the shower, but in her panic she caught the doorframe with her foot and went headfirst into the tile. She reached out for something to break her fall, and the only thing to hold wasn't meant to bear her weight. It shifted. Freezing water erupted from the faucet, drenching her as she fell into the corner. She twisted around with a bar of soap clutched in her hand, prepared to fight for her life in the name of cleanliness, but found nothing there.

Conflicted, she waited a moment before ripping the shower curtain out of the way. The alien had been waiting right behind it, and, as the curtain clambered to the ground, it fell all over itself to get away. It was no longer growling, but whimpering, using its hands to poke and prod the grayish spot on its shoulder.

It took seconds for that to click.

"You don't like water!" she exclaimed. As she got to her feet, careful to put the flowing water between them, she was unable to differentiate between shock and absolute glee. She felt that she was beaming. "Aren't you all big and bad – a _space_ _alien_ – and you act like a drop of water's gonna kill ya. You sure are a letdown, big fella."

It turned in circles, opening and closing its mouth, letting out a high pitched noise that sounded like an accusing scream. It was still running its fingers over it wounds, ducking its head and backing away. It looked so… upset. She felt pity for it.

"Well you shouldn't be down here causing trouble if you don't want to get hurt! I mean, look what you did to that man down there! You might've given him a concussion!" Hands shaking, she reached down and turned off the water. The creature's head tilted a bit and it made a soft cooing noise, pawing at its injured shoulder. She looked at the man on the ground again, and then at this pitiful… thing. "Did he do that to you? Burnt you? With water? It looks terrible. Oh, you poor thing."

Something changed in the creature standing before her. She wouldn't have believed it if she hadn't seen it herself; she hardly believed it anyway. It fell into a deep squat and began to shrink down, its body letting off a thick steam that filled the entire room. By the time it stopped, it was no bigger than a yorkie. Its hands were no longer human, but long, knobby things; it sported eight digits at the end of each limb, spread in a circle to give it balance. Its head was small and doglike, its eyes still a stunning gold color, now filled with flashes of white lightning.

She stared at it for the longest time, unable to accept how rapidly it had changed from a threat to a sad, lost puppy. It was whimpering, stumbling this way and that, looking up at the faucet and then backing off with a shock of fear in its face.

"It's alright," she murmured, stepping to the edge of the shower. She didn't understand her own actions – she was still scared, so scared that her heart actually hurt, that her entire body was trembling, that the tips of her fingers were tingling – but, somehow, a more powerful feeling overwhelmed her. "Look, little… thing… if you're not going to hurt me, then back away a little. I'm all wet, and if you get near me now, it might… burn you."

The alien's head cocked and it looked right at her. She drew in a shocked breath as it skittered to the nearest bench; its eyes were unmistakably intelligent. When it was that massive thing chasing after her, its eyes had been completely different, but now… it seemed that it could understand her, and obey her command.

Running on faith and gut-feeling, Grace stepped from the safety of the shower and unzipped her jacket. It had protected her shirt from the spray of water. Still watching the little alien creature, she wrung out her hair, slipped off her soggy shoes, and used one of the available towels to dry her face and arms. When she was done, she moved closer to the bench and held her hands up. "I'm not going to hurt you – I don't want to hurt you at all. It's just… I thought you were attacking me. I thought you were going to kill me. Isn't that what you were doing?"

It tilted its head, and then shook it. She couldn't contain her gasp. "Did you just… answer me? You shook your head. Do it again." The little creature obeyed immediately. "That's amazing… you're amazing… wait, you're an alien, aren't you? An alien from… from space… that ship up there! You came from that ship I saw in the sky!"

It seemed to nod, but its face was so black that it blended in with the torso. Now that she was relaxed, somewhat, she began to feel the cold of this room. The air conditioner was blowing straight at her head. She shivered.

The creature hopped from the bench and walked over to her, his strange gait more like a chimpanzee than a dog or cat. She utilized every bit of her self-control to remain still while he sniffed around her, and then leapt onto her chest. Her arms moved reflexively to catch him, but, like a young primate, he'd already latched on with both hands. His long, curved head tilted this way and that, snuffling at her, and then he pressed himself against her, his strange skin flush with hers. She was filled with warmth and peace. He carried the heat of the sun.

"You're making me warm," she whispered, delighted. She placed her hands cautiously on the creature's back, as if returning a hug. "It's like magic…"

"That's _fantastic_!"

The alien shrieked and clawed its way onto her back, shielding itself from the suddenly conscious man standing in front of Grace. Her heart jumped with surprise as she saw him there – hadn't she been paying attention? He was beaming with utter elation as he looked between her and the small creature.

"Would you _look_ at that little thing? All shrunk down and harmless after such a fit of temper! No wonder its acting so big and bad – it's just a wee little toddler, down here by accident, no intention of enslaving the human race at all!"

He seemed so unbothered by the alien's presence that she couldn't help but take a step away from him. "Enslaving the human race?" she demanded. "What are you talking about? Do you know what this thing is?" It whimpered against her back, snuggling closer; anger bubbled in her heart. "Are you the one who burned it?"

His face screwed up with indignation. "He started it! And I thought he was one of the bad ones, that's all." In a second's time, the whole of his presence changed. He stepped closer to her and ran one hand through his hair, his expression softening immensely. His voice, which had been sharp and offended, became a gentle hum. "Come on out, little one, and let me have a look at that shoulder. I didn't know you were lost; I'm sorry I scared you. Come out then, and tell me where you come from so I can get you back to your mum and dad."

Grace realized she was still staring at him, trying to decipher his identity. When he glanced quickly at her, she looked at the floor. "Who are you?" she asked, daring another look up. He was focused on the space behind her shoulder. "Why were you down here in the first place?"

His eyes flashed to hers and he tilted his head. Before he could answer – if he was going to answer, that is – the creature on her back sprang over her shoulder and crashed into him, morphing once more into something very chimp-like. It wrapped its thin arms around his neck and he cradled it like a child, cooing and rubbing its back – comforting it – until it made a soft gurgling sound. The man's eyes were bright and happy, filled with curiosity and fascination.

"There we are, little Gandrak," he reached into his pocket and pulled out a little sandwich cookie. The alien released his neck and snatched it, shoving it into his weird mouth. The man caught it in his arms and laughed. "Right far from home you are. I suppose you fell through one of the cracks; am I right?"

The creature nodded vigorously and resumed its original position, clinging to his neck. He gazed down at it for a moment, smiling as if staring at his own child, and then he looked at her. He was practically benevolent. "Hello there, I'm the Doctor."

"I'm, uh, Grace."

"Well, _Grace_, I'll be taking this infant off your hands, if that's alright. He's missing his mummy terribly; they're not meant to be apart for, oh, let's say another hundred years. It's best you don't tell anyone what happened here." He smiled gleefully. "They'd lock you in the nut house."

He turned and strode confidently for the office door, but the Gandrak seemed to disagree with him. It climbed to his shoulder, making a terrible crying noise, and sprang at Grace, crashing into her with such force that she almost fell over the bench. The man – the Doctor, as he called himself – turned around and stared at her, eyes sparkling.

"Oh, that's fascinating. He's imprinted on you."

"What? Like a baby duck?" She looked down at the pitiful thing, amazed by the way it continually changed. His face was beginning to look… human. His body was more and more like that of a human infant; he weighed more, his skin was lightening, his expressions were deeper. His eyes were even mimicking hers, though softer like those of a newborn; warm and brown. Its grip, however, gave it away. It held her so tightly that she felt bruises forming around her neck.

The Doctor walked back to them and studied the little thing, his mouth open. "Well, they're called ducklings, but yeah, like that." He reached out and stroked its spine, exhaling quietly. "There now, I'm not taking you from her, you can stop choking her now." The creature's grip loosened and the Doctor smiled. "Gandrak are a fascinating species. What he's doing right now is accessing your mind to compare himself to the young of your kind; it's a survival mechanism, and a massively effective one."

She was also watching it; watching it become more and more like a human baby. "It's inside my head…?" she asked, though she didn't want an answer.

"I guess you've gathered by now that this isn't a hoax, or some kind of horribly mutated dog – it's an alien, not meant for this world." He tilted his head, narrowing his eyes at her. "But you're not afraid."

She found that, without thought, she was holding the little thing. "It's just a baby, like you said, and it's scared. What is there to be afraid of?"

"Yes, but that never seems to matter to other humans – why are you special?" He wasn't talking to her. She gathered that he was talking to himself, trying to figure something out in his own mind. She thought he looked sad, thrilled, and curious. Those three emotions ran through his face in a cycle.

He found his answer in moments, and then moved on, talking with such speed that she had to strain to understand. "That creature in your arms is called a Gandrak. They're not dangerous – if you don't get them angry, that is. Theirs is that right big ship parked overhead – or it seems to be parked overhead. In truth, it's parked somewhere out in space, but the wall between that place and this place is beginning to… crumble. Something's putting pressure on it, something that is either aware of its actions and particularly malicious, or unaware and very stupid. But what is it? What could it be? What sort of thing mashes together that much space?"

He bounced suddenly, his face wide with excitement, and pointed at nothing in-particular. "Oh, oh, oh, it's something to do with our little friend popping up; what kind of Gandrak mother lets go of her baby, even for a second?"

"I'm sorry," Grace interrupted his rant, shaking her head. "I'm trying to understand what you're saying, I really am, but I don't get it."

He nodded, pressing his lips together to think. "Alright, well, it's like… space is compressing, and the fabric – imagine it as fabric – is all frayed, so some things can seem like they're right up there in the sky when they're really billions of miles away; if something, like this little fella, for example, were to fall through one of the teeny gaps in the fabric, either by accident or by someone else's purpose, it would be transported from that place to this place, traversing billions of miles of space in a matter of seconds; not even that. It's amazing that this Gandrak survived such a journey. Also, if someone sent him all this way on purpose, there must be a very, very good reason, because Gandrak do not easily separate themselves from their children. Either they sent him away to keep him safe from something, or he's gotten here by accident, and they'll be looking for him."

Grace shook her head, wobbling a little as the room spun. She felt the Doctor guide her to a seat and push her gently onto it; his hands were warm. "Can you just… can you just get this… Gandrak… off of me and take it where it needs to be?"

He ticked his tongue. "That's just the thing. This little Gandrak is practically newborn, and they don't leave their mothers for hundreds of years. Now that he's alone, he sees you as its only way of surviving – you're a female with a powerful mothering instinct, and he will do everything in his power to get you to protect him. His very life hinges on your presence; without a female to look after him, he won't be alive by the end of the journey. It's like – Oh, wow, look at that!"

She looked to where he pointed, finding that the gray area on the creature's shoulder was beginning to heal. It was almost human now, changing rapidly from a deep black color to a pale beige. If she hadn't seen it change, she would've thought it was a normal baby boy. The Doctor laughed excitedly and sat beside her, touching the Gandrak's face with perfect tenderness. "It's amazing, isn't it? They're one of the many sentient species that thrives on tender love and care; humans are the same, to a lesser extent. If it wasn't for the love you feel from family and friends, you would begin to break down, and so would this little one. He needs you."

"Earlier he was fine; giant, but fine!" she argued, though the idea of keeping this little thing for a bit longer wasn't too horrible. It seemed so harmless, so innocent. And being needed was the best feeling in the world.

The Doctor smiled grimly. "It was terrified, trying to fight its way to freedom, but it wouldn't have lasted long without you coming along to pity it. Poor thing… it was only trying to ask me for help, and I could've killed it. I could've killed a scared little child."

The sadness in his words was immeasurable. "You didn't know," she reasoned. The Gandrak was beginning to fall asleep, its human eyes shutting, its arms releasing her neck. It slid into her cradled arms, breathing softly. The warmth it gave off made her feel safe, as if she was holding a star, rather than an alien creature. She thought of what its mother must be feeling, how she would feel if she imagined this baby in danger.

When she looked up at him, the Doctor was beaming. He stood up and held out his hand, grinning as he led her into the coach's office. "Come on, then, it'll be a quick trip, there and back, like delivering a pizza." He flipped on the light and she felt a tremor of shock at what she saw; a blue box standing right beside the coach's desk. "I parked right on top of the stapler; I hope he doesn't mind switching to paper clips. I do warn you, though, the TARDIS is being a bit finicky these days, misbehaving, if you will, so I advise that you hold on tight when we get to moving."

"The what?" she asked quietly, though she had a feeling she was staring at it. He only smiled at her question, using a key to open one of the doors. The other swung open as well, and she staggered forward, peering inside.

It was much bigger on the inside, with a majestic, spherical shape cut in half by metal grates that rattled under the Doctor's feet. Beams like tree branches ran toward the sides, and, at the center of it all, a circular control panel gave off a thin stream of smoke. The Doctor went straight for it, turning knobs, pulling levers, and twisting multi-colored balls that had been jammed into random places. He even lifted a large mallet and hit something with it, waggling his finger at it afterwards.

Drawn by the oddity of it all, she stepped inside. The doors swung shut behind her. The Gandrak was also looking around, awakened by the change of scenery. He mostly watched the Doctor dance around, blinking rapidly. Grace found a seat near the control panel – it looked like some sort of car seat – and hoisted herself up, leaning back to ease the nausea building within.

"We should be on our way to the Gandrak ship now," the Doctor announced, circling the controls and giving them one last check. When he was done, he sat down beside her and stretched out, resting his feet on the metal railing. He looked at her and tilted his head, concerned. "Are you alright?"

She nodded numbly.

"You don't look alright; you look rather green. I know it can come as a bit of a shock, encountering all of this, but there's no reason to be afraid. I promise I will return you to Earth safe and sound once Junior here is back in his mummy's arms."

She nodded again, letting out a painful breath.

"It helps to keep your mind off it; tell me about yourself. What's your last name?"

"Shaw."

"Oh that's excellent?"

She looked at him strangely. "Yeah… I guess."

"That's a good name, very strong. Beautiful, actually."

"Thanks." She tried to sigh. It came out as a whimper. "And you, what's your name? You sound like you're from the North… but for some reason I doubt it."

"Very observant. I'm not from around here. I don't have another name; it's just what I told you. I'm the Doctor."

"Are you… an alien?"

He nodded, his eyes as bright as ever. "Does that scare you?" He was staring at her with more intensity than before, as if everything hinged on her response.

"No… you seem… good," she said carefully.

"I am good, and so are you. We're too goody-two-shoes on board a space ship, parenting an itty bitty alien baby. They should make that into a sitcom."

She couldn't keep herself from giggling. He was an odd man, but also very goofy. He was full of childish light, absolutely writhing with happiness and glee, but she felt something much older in his expressions. He was the strangest man she'd ever encountered, and he wasn't even a man. He was something else entirely.

"Only moments to go," he said, displaying that tenderness again as he touched the little Gandrak. He seemed to revel in its very existence. "Perhaps the Gandrak can help me seal up that little hole. And maybe someone can explain why you got left all on your lonesome in a strange place, eh?"

"Uh… Doctor?"

"Yes?"

"Are the Gandrak… friendly?"

"Well… that's all a matter of perspective."


	2. Grace: Chapter 2

The Doctor stood with both hands pressed against the TARDIS doors, debating the next step he would take. He found himself at a crossroads. He could turn around and deliver his new friend, Grace, back to her family in one piece, leaving her no better for the experience, or perhaps a little miffed, but _alive_. His other option was to continue his lie to the best of his ability and, for once, ignore the powerful morals that drove his very existence, and the existence of his forefathers. He chose the third path, as always.

Whipping around and pressing his index fingers together, he smiled ruefully at the frightened human and her alien charge. "Alright," he admitted, choosing his words carefully. "I haven't been completely honest with you." He saw the innermost section of her eye widen – adrenaline, fear, uncertainty – and his path branched in another direction. "The Gandrak themselves are quite like me – respect for life, understanding of its purpose, perception of days to come, all that good stuff – but they're not the most dangerous thing on this planet. For centuries now, they've been at war with another species known as the Idak – powerful and intelligent, sometimes known as the White Knights of warfare – and those are… less like me. If you see something that looks exactly like a Gandrak, but with blue eyes and really sharp teeth, run for your life."

He stared at her for a moment, waiting for that perfectly human reaction, but it never came. She didn't panic. It was perplexing. Shrugging it off for later, he turned and threw the doors open, spreading his arms as sunlight poured in and warmed his torso. He was beaming, his heart full of joy. "Welcome to the deck of the infamous and impressive Titan, the largest ship in the Gandrak fleet."

He stepped outside, greeting the waiting guards with a wide smile. These Gandrak were strangely bulky, but he reasoned that time had passed since his last visit – perhaps they'd finally started cooking fatty snacks. They looked just like the baby had when it was trying to scare him off – eight-foot-tall dog-faced humanoids with beautiful black skin and flowing gold eyes; a stunning species, certainly on his list of favorites.

"Hello," he said, looking between them to spot someone of authority. "I'm the Doctor, and this is my friend, Grace. We're here to return something you lost."

He turned toward Grace, who nearly jumped out of her skin when the little alien started to squirm. Its head popped up first, shifting back into its basic, primate-like form to get a proper look at its environment, and then it mewed with glee. The Gandrak stared at it in utter astonishments, whispering amongst themselves. The Doctor tried his best to put the snippets of conversation together, but it was unintelligible.

"Alright then, who does he belong to?" he prompted.

Suddenly the entire crowd fell silent. They stepped away from the Doctor in unison, making a long pathway leading back almost a mile. The largest of the Gandrak rose from her throne and walked gracefully toward them, holding her head proudly as her subjects bowed before her. The Doctor rubbed his hands together to stop himself from bursting with impatience. Why did the royal ones have to walk so slowly? Wouldn't royal blood made them faster?

When she finally stood before them, the little Gandrak leapt from Grace's arms and collided with its mother, whimpering and crying. The Doctor turned to his companion and nodded, humbled by the scene in front of them. "Grace, this is Esma, the queen of the Gandrak." At the sound of his voice, the queen looked up. Their eyes met. "This must be your boy then. I found him wandering about on Earth, a billion or so miles from home. He slipped through a crack in the fabric of space." He paused and tilted his head. This moment was key. "Do you know anything about that?"

The queen sighed deep in her chest. He could feel the reluctance with which she spoke consuming the air around them; she choked on it. He listened to her speak with intense interest, deciphering her reluctance, attempting to understand the root of her fears. The last time he'd seen her, her voice was like sweet summer rain washing over pear grass, but now it was hoarse… almost grieving.

"My apologies, Time Lord, Friend of the Gandrak, for it is my mistake that brought you here. The hold in the fabric was an accident… a terrible accident that was never meant to happen… it shouldn't be allowed to survive. Again, I'm so sorry that you came all this way. Everything should be… mended… upon the next sun fall."

She rose to her full height and leaned over them both, her shadow blotting out the magnificent twin suns. The Doctor stared back at her fearlessly, but Grace shrunk slightly at his side, her hand reflexively touching his wrist. He twisted and held her hand, finally registering a human reaction – fear. The queen's face was full of expression, but, at the very same time, it was unreadable. He felt a strong tremor of distrust run through him, settling in the pit of his stomach. There was darkness in her pure heart.

"All is well now, Doctor. You may leave this place."

He tilted his head. "Well, you see, I would, but I can't. The TARDIS is drained of power after such a long trip, and it needs to sit for a few days to recharge properly. Wouldn't want it breaking down in the middle of a wormhole!" he smiled and crossed his arms casually over his chest, taunting her. "If it's alright with you, I'll wait for it to recuperate on your beautiful planet. I've just enough energy to make it to the ground."

She stared at him for too long, and then drew away. His hunch was proven in just seconds. "If that is your wish, Time Lord. I only ask that you stay to yourself. And your companion, what of her? It is the oldest understanding that _your_ kind may come and go as they please, but she is _human_. They are the destroyers of worlds."

"Your son wouldn't be alive if this _human_ hadn't cared for him," he defended. His passion for the human race bled through his words. "It takes true compassion to love something that you've only just encountered; her heart is good. I must ask that you give her the same respect you give me."

The queen nodded reluctantly. "Very well."

He smiled, but it was strained. The uneasy feeling in his gut was growing with every passing moment. Nodding to the queen, he grabbed Grace's hand and pulled her toward the TARDIS, practically shoving her inside. He slammed the doors immediately, lingering against them for a moment to gather his thoughts. Grace was watching him, eyes wide with bewilderment.

"She's hiding something," he told her. The two paths offered were presenting themselves again, and he had to choose the higher ground this time. "Grace… I haven't been honest with you." He felt a tug in his stomach as her face fell. "The Gandrak didn't really need you to survive; I only said that because… well, I didn't want to be alone. I've had enough of that to last a lifetime. The silence, it'll drive you mad. And, uh, if you need a less disturbing reason, you're not like the other humans. I read that Gandrak's memory; you could've left me there, but you didn't."

Grace released a breath and looked away, running her hands through her auburn hair and shaking her head. He couldn't tell if she was angry or just… thinking. Sometimes humans were like open books, living through their faces and speaking from their souls, but this one was rather complex.

"But listen," he pleaded, hoping that she wouldn't demand to go home. "I only want to stay for a day, just to solve this riddle. I know I said I'd get you back in a flash – this won't affect it. The TARDIS is a time machine. No one will notice you were even gone. Besides, it's the Storm of the Century where you're from, and I can't imagine mulling about in a crowd that size for the rest of the night is any better."

He expected her to snap. He really did. He didn't even know why he'd lied in the first place, only that it seemed like the right thing to do at the time. He was never so blatantly dishonest, never so cold when it came to the safety of a human being, but there was something about her… something odd. That oddity shone through in the expression she gave him; it wasn't fear, or anger, or even the face of a ruptured mind. She was full of curiosity. It was like staring at himself in a mirror.

"Of course I'll go," she murmured, taking a few breaths to steady herself. She seemed just a little disoriented by it all, but still so brilliantly curious. "I'll go with you… as long as you promise that I'll be safe."

Beaming, he took her shoulders under both hands. "Grace Shaw, you beautiful human being, I swear that I will keep you safe." He didn't know where that promise came from, only that he had to keep it. Loss was no longer an option.

**XxX**

The Doctor stood in front of the TARDIS doors, addressing his audience of one with the grandeur of a tour guide. "Grace, I'd like to personally welcome you to Telhedria, the stunning home planet of both the Gandrak and the Idak, two of the universe's most beautiful species. Home to over ten billion thriving plants and animals, this is one of the biggest ecosystems still standing, and, trust me, there's nothing more humbling than standing in the presence of the forest." He shoved the doors open behind him and spread his arms, grinning at her. "Go on, have a look!"

He spun around, only to be struck by a powerful wave of sickness. He stumbled from the TARDIS and hit his knees on the concrete, his mouth gaping, his eyes flickering, his mind struggling to process what he was seeing. He felt Grace behind him, saying something, but he couldn't hear her. His ears were bleeding.

The sky was black with factory fumes. His memories showed him massive pink clouds rolling through the distance, insects glittering as they swarmed across the continent, treetops swaying in the gentle wind. Now it was just smog, boiling the air, making his eyes water with stinking chemicals. The ground was hard and barren under his knees, scarring his flesh, so unlike the expansive meadows he'd once slept in that their memory burned away. Gargantuan metal buildings filled the skyline, moving away from him in uniform blocks that went on forever; the color of the trees was gone, and there wasn't a touch of wind. Those favored Gandrak of his, that majestic, albeit distant race, were far from their wild roots; instead of living peacefully in small communities throughout the planet, tickling every fancy that came to mind, they walked about this metal jungle with their backs bent, their eyes never leaving the ground. Laborers and builders, like disposable worker bees. Everything in his nature was against this, so violently against it that it brought crushing grief to his hearts.

Finally, he was spared from the horrid view. Grace crouched in front of him and put her hands on his shoulders, shaking him slightly. "Doctor? I thought you said… I thought you said it was a forest…" There was sadness in her words as well, and she turned repeatedly to check the world behind her. "This is horrible…"

He jerked away from her and stood, nearly knocking her backwards with the force of his actions. "It _is_ a forest; present tense!" he growled, stalking toward the nearest Gandrak and seizing its shoulders. It bent toward him with wide, empty eyes like stars in the last moment of their lives. "No!" he screamed, shaking it, unable to control the torrent of emotion coursing through him. "No! You're not meant to be like this! Where is your fire? Where is your passion? You're not even looking at me! _Look at me_!"

And then it occurred to him. A truth of the blackest nature. He staggered away, leaving the drone to his business, and ran for the TARDIS. He was numbly aware of his companion following him, trying to get his attention, but it took him a long while to react. He just stood and waited, leaning against the control panel, taking long, deep breaths that ebbed away at the sickness. How could this place be gone? How could another perfect place be wiped out, just like his home planet? It couldn't be. I shouldn't have been. He _knew_ the Gandrak history, just like he knew the history of humans, but these creatures weren't just a century off – they had fallen completely from the timeline. There _was_ no Gandrak industrial era; right up to the end they were so peaceful… so happy.

"Doctor…?"

He stirred, letting another breath slip away. There was no point in mourning something that wasn't lost, and he didn't intend to lose them completely. If something or someone was toying with this entire race, then they would have to put up a hell of a fight to keep doing it. As his resolve strengthened, a vast array of facts and figures swelled up in his mind; the past and the future, the intention and the arrival, the true course and the diversion. He found several things that were extremely different, and some that were only slightly different. The slight differences tended to be the most important.

"The Gandrak were wearing collars," he announced, pulling himself out of his distraught pose. His human company was still beside him, and now he turned to her, holding her forearms and smiling sadly. "I'm sorry. I'm so sorry. I shouldn't have brought you here, Grace Shaw, and now I'm going to take you home. It's more dangerous than I could've imagined, and, trust me, the Earth can't afford to lose you." As he went back to his controls, working out a pattern of twists and button-pushing in his mind, he tried to hide the disappointment he felt. Having someone beside him was so much better than traveling alone. If he could turn to someone and speak, rather than linger within his own mind, sadness didn't often find him.

It took her all of a moment to change his mind. "They were blinking." He whipped toward her, narrowing his eyes in astonishment. "The collars," she clarified, "they blinked when you touched the Gandrak, and it seemed scared… like it was being warned. I guess you didn't notice because you were busy yelling at it."

"Very observant…" he took a step closer, utterly fascinated. She was the human that didn't panic, someone who didn't point out how big the TARDIS was on the inside, and someone who cradled an alien like a child because she felt compassion for it. Her actions were the pinnacle of humanity, the embodiment of her own clever nature; she was the reason he'd always favored mankind.

She stared back at him for a moment, and then dropped her eyes. A veil of auburn hair covered part of her face, shadowing her cheeks. "Well, yeah, I have to be. I'm studying to be a biologist, and if I don't notice everything… there's really no point."

"Tell me, Grace, did you ever dream of studying abroad?"

Now there was a familiar light in her eyes. The prospect of adventure brought the best out of humans. "I dream of it every second, Doctor."

"Well then, I feel obliged to tell you that this isn't a dream, I'm not human, and we're most definitely on an alien planet and, just to keep it fresh, in mortal danger. Is that really what you want? Is that really what _you_ want to do?" He waited, but found only powerful determination in her eyes. There was no fear. "You're quite a woman, Grace. I'm waiting for you to panic, but it's just… not happening. Why is that?"

"Maybe a few years ago I would have, but aliens are always filling the skies." She drew away, pulling herself onto one of the TARDIS seats and crossing her legs. She narrowed her eyes and tilted her head. "If you're not human, what are you?"

"That is a story for another time. Right now, we have a planet to fix."


	3. Grace: Chapter 3

**Thanks to everyone who reviewed this story so far. I'm really grateful, and I read them with a big, stupid grin on my face. I hope you enjoy this chapter as well. Thank you for reading, and allons-y!**

**XxX**

It was nighttime in the city of Emden. The last of the Time Lords watched the twin suns sink below the horizon, his face twisted with deep thought. Below him, the shadowy streets were beginning to empty; drones shuffled mindless about, bumping into each other and grumbling. Occasionally one of them would look up, their dead eyes searching the smoggy night, but their collars blinked and sent them quickly on their way. The Doctor felt a powerful sadness saturating the air of the city, moving around him like a living entity, dampening his soul and caging his spirit.

He could've spent the rest of the night simply waiting for the moon to set but, when the wind began to blow in his direction, the cold was unbearable. He forced himself to slide onto the metal floor, turning immediately to slam the windows shut; he stood there for another minute, bracing his arms against the glass and staring blankly at the street. One of his favorite memories – the day he'd taken Rose Tyler to pick berries from the Northern Forests – pierced his protective barrier; a painful breath followed. He moved away from the window quickly after that, finding that Grace had finally stirred.

She sat on the edge of the couch, watching him and pointing at the television. Her expression was in that tricky state between enthralled and absolutely loony. "That thing is amazing," she told him, her finger trembling. "Every channel is like… like memory… like watching a living memory…"

The Doctor smiled to himself and took the seat beside her, placing a comforting hand on her knee. "You're right. Life, to the Gandrak, is the most sacred thing in the entire universe. That's why I fancy them. Whenever one of their own dies, their memories are cut into a series of holographic films, and those films are available for viewing through the family channel." He whipped out his screwdriver and pointed it at the screen, setting it to his favorite channel. He shut his eyes to listen to the children laughing. "The technology itself is amazing – it took generations to develop it, and keen minds," he went on, his voice a million miles away. "But the concept… it's just magical. We're in a birthday party… listen… can't you hear the sound of happiness? It's the most beautiful thing... Imagine never truly losing someone, accessing the memories that you shared… bringing them to life all around you."

"Doctor, you're crying."

"So I am," he responded shortly, wiping the tears away with the back of his hand. He propelled himself from the couch and sprinted across the room, leaving the memory of the party behind him; and, more painfully, leaving the memory of a beautiful girl tucked away in another universe, completely hidden from him. A new thought came to him. Or a realization.

He fell onto his hands and knees, pressing his ear against the cold metal floor. The sound of cheering came to him from a far off place. "Do you hear that?" he demanded, shutting his eyes to focus his mind. The noise was getting louder. Moments later he popped to his feet and snapped his fingers. "Alrighty then, time to investigate. There's something going on in the lower levels, maybe even under the building. I need you to stay here and… uh… watch this room for… weird stuff. I'm going down."

"But I can help you," she objected, cocking one eyebrow. "Wait, what do you think is down there? Some kind of monster?"

The Doctor shrugged. "Never know until I see it." He crossed the room and took her shoulders under his hands, staring straight into her eyes. "I need you to listen to me. If I don't come back, I've placed a key to the TARDIS in your jacket, along with an emergency transport disc. It'll take you home. Goodbye for now, Grace Shaw, and I hope that I see you again."

With that, he turned and left the cramped apartment, lingering for a few moments just outside of the door. He imagined the power it would take to dominate such an intelligent species, the sheer malevolence of stealing away their free will and forcing them to walk around without the slightest idea of what they were missing. There were dark things at work in this city, and a hint of fear dug its way into his mind, but it only made him stronger. There was nothing in the universe that could turn him away now.

**XxX**

She was alone. She'd spent most of her life tucked away in some dark corner or another, praying for a friend to take her hand and tell her that everything would be alright, but she'd never been _this_ alone. She was painfully aware of everything alien about this place, from the closet-sized bathroom to the holographic television showing her some poor dead creature's memories. With the Doctor nearby, she'd been capable of bravery, but now that reaction he'd wanted bled through. This place was cold and metal, a cubical prison, and she was alone. She found herself wishing for company, hoping that the self-acclaimed alien who'd brought her here would satisfy his curiosity and hurry home but, when something finally came to blot out the silence, it wasn't his footsteps.

She heard a soft pattering moving along the corridor, skittering along the wall, touching it in some places. Without taking so much as a breath, Grace made her way to the far window, her eyes locked on the door. She almost tripped over the oddly shaped coffee-table, and then stumbled into the plant-ish lamp, which hissed softly at her intrusion. The pattering intensified as she made it to the window and pulled herself with painful slowness into the frame. She took an adrenalized breath and drew her knees to her chest, wrapping her arms around them to shelter her heart from the growing cold. The action made the windowsill clang, and the creature outside paused.

Instinct told her to close her eyes. Whenever she was scared as a child, which was quite often, she would squeeze her eyes shut and wait for everyone to forget that she existed. Sometimes she would sit alone for days before her parents remembered they had a daughter. She shut her eyes the moment her old mates turned their backs on her, and put nasty letters in her locker. She even did it in college, when she found that she could no longer afford her tuition. That powerful instinct failed her for the very first time. She sat rigid and waited for the coiled snake to strike, a victim waiting readily for her killer. There was no greater shame than the utter helplessness of that moment.

But, as the door slid open with a metallic groan, she found that she had no reason to be afraid. Her terror was completely unwarranted.

It was the baby Gandrak, the one she'd held in her arms several long hours ago, the one she'd delivered safely to its mother. He stood upright in the doorway, peering at her with his tiny head tilted, and then he fell to his four chimp-like limbs and walked toward her. By the time he made it to the windowsill, relief and joy had overtaken her mind; she smiled at him, fascinated by the complexity of his eyes.

"Hello," she whispered experimentally, holding out a trembling hand. "Do you remember me? I was the one who found you today, me and the Doctor. But… I thought you were with your mummy. How did you get here?"

The Gandrak crawled into her lap, assuming a childlike position against her chest. She wrapped her arms around him reflexively, smiling as the warmth of his body stole away her shivers. She could feel a rapid beating in his chest and, whether it was a heart or some weird alien organ, it was undoubtedly the source of his incredible heat.

And then the impossible happened.

_Help… me?_

**XxX**

Three blocks from the apartment complex he'd chosen, a locked sewer grate glowed an ominous scarlet against the black asphalt. Steam rolled casually from within, and, as always, he found that he was talking to himself. "Oh, look at that, a red glow from under the city. Ignore it, friend, if you know what's good for you." He shifted, pressing his lips together decisively. "But, really, who can ignore a red glow _and_ creepy fog rising out of the depths of the planet? It's like they've put a big red button right here; the button that's never ever supposed to be pressed. Don't look at the button. Don't think about the button. Don't… figure out what's dripping from the button." He slid his fingers along one of the metal bars, and then he sniffed the red liquid clinging to his fingertips. It smelled heavily of iron. "Please don't be blood. _Please_ don't be blood." He licked his index finger, cringing. "Of course it's blood."

"What's blood?"

The Doctor nearly jumped out of his skin. He'd been so fascinated with the grate that he'd let innocent little Grace Shaw sneak up on him, and now he looked like a startled cat on the other side of the road, screwdriver in hand. He was completely prepared to bop someone on the head and make a run for it. When he saw that it was only her – and an unexpected guest – he sauntered back to the grating and put his hands on his hips, still pointing the screwdriver at them. "Oi! It's not nice to startle people."

She held her hand up, shielding the little alien from the glow of the device. "Put that thing away. I didn't meant to startle you. It's just me."

He circled the grate and stared at her accusingly. "You plus one." Right after he said that, a light flashed overhead and he caught a glimpse of her face. When it was shadowed, it seemed fine, but the light revealed chalky cheeks and wide eyes; there was something wrong with her. Before he could ask, the little Gandrak shifted and met his eyes, pulling him out of his element. "Right then… uh… I'm not trying to accuse you of anything, Grace, but, did you kidnap the prince of the Gandrak race?"

She frowned. "No."

"Good, good. That's good. That's wonderful." He managed to keep eye-contact with the Gandrak, though its presence was unnerving him. "I suppose you found him. He looks like a naughty little thing." The Doctor leaned toward the royal alien, scrutinizing his entire form. Despite his uncertainty, he whispered, "This is very important, and I need you to answer my questions, alright, kid?"

The Gandrak nodded obediently.

"Do you know who I am?"

Nod.

"Do you know why I came to this planet? Why I _really_ came?"

Another nod, this one much softer.

The Doctor's chest tightened. "Just one more. Poor thing, you look exhausted." He reached out, stroking its cheek; it leaned slightly into his touch. "Have you… have you ever seen grass, or the sky? Not the smog, the _real_ sky."

The Gandrak shook his head.

"Oh I'm sorry. I'm so sorry." He held out his arms, stroking the little creature's shoulders with his thumbs. "I know that you need to tell me something. I can feel it. I want you to trust me enough to communicate. I swear I won't hurt you."

He considered him for the longest time, deep in thought, and then, coming to an explosive conclusion, the Gandrak flung itself into his arms. The Doctor couldn't contain an excited giggle as the tiny alien dashed all around his body, chirping and mewing as it used him like a jungle gym. When it finally fell trustingly into his outstretched arms, their eyes met once more. His were uncharacteristically blue, like sapphire.

Almost immediately the Doctor's sight failed. The street was plunged into a blackness that overcame everything. Fires flickered in the corner of his sight, but they were fleeting, and he couldn't feel their warmth. He heard metal scraping far away, the sound of massive buildings groaning as they settled into the soft soil. He smelled chemicals, but now the burning sensation in his nose spread to his brain like a sickness. His stomach tied itself in a tight knot. His throat constricted, rejecting the tainted air. He knew that he had shoes on, but still the roughness of concrete wore on the pads of his feet, tearing the skin until all he had left were nerve endings. Armies marched on either side of him, staring ahead with wide, empty eyes; whenever he looked directly at them, he felt another tear rolling down his chin. He saw the queen standing at a distance, her face pitiless and cruel; he was watching a child's nightmares play out, and he felt so unloved, so worthless, that he wanted to scream. Those feelings could easily kill him.

The vision ended, but it took the Doctor a few minutes to recover. He'd fallen to his knees in the middle of the street, the Gandrak clinging to his chest, Grace crouched at his side, guarding him loyally against this world. Even after the images had faded away, he felt a powerful, residual loneliness, sharpened by the plight of the Gandrak. To convey such a dark, personal message had drained it, and now it was sleeping; it troubled him to think that it was having nightmares.

"Doctor… what did it show you?"

His eyes flickered to Grace, and then to the ground. He couldn't look at her right now. The emotions were too raw. Instead, he mumbled, "He showed me his life through his own eyes." He reached up, wiping away tears as he spoke. "Gandrak can communicate through abstract images – they're like dreams to us, altered states of reality… it's hard to remember it after you've seen it. But I'll never forget it."

She smiled tightly, nodding. Tears slid down her face. "He showed me, too. Back in the room. He asked me for help, and then he showed me what he's been through." The Doctor could feel her pain as strongly as his own, and he pulled her toward him, pressing her against his side. Both her heart and the heart of the Gandrak beat furiously, each of them touching one of his own hearts. "How could a mother treat her own child like that?" she whimpered, rubbing her face into his shoulder and containing a powerful sob. It shook her entire body. "How could anyone treat a child like that?"

He had no answer. He could only rub her shoulder and hope that the two of them would survive sharing a vision with such a soulful creature. Despite his sadness, the Gandrak had given him hope. In this little bundle of warmth, which held him like a baby held its father, lay an endless well of passion. The fact that he felt so wretched didn't shadow the fact that he _felt_ something. His eyes weren't blank like the eyes of the drones, and they weren't secretive, like the eyes of the queen; they were open and innocent, driven to the bursting point. He was crying out for help, begging the Doctor and Grace to save him, and, because of that, the Doctor knew that he wouldn't fail. He _couldn't_.

"Grace." The emotion tidal wave began to fade in the next minute, allowing him a few thoughts that weren't choked with sorrow. His companion was still sobbing softly on his shoulder, her tears soaking his shirt, but she paused when she heard his voice. The Gandrak remained completely still in his other arm, exhausted from his endless day.

Eventually Grace shifted away from him, rubbing her palms over her eyes and staring somberly at the grating. She looked absolutely pitiful. The Doctor knew that her sadness was linked to the vision of the Gandrak, but it was coupled with something else; something much darker.

"Are you alright?" he asked gently, wishing that he could find a reason for the crack in her soul. He couldn't stand to see passionate beings fall into sorrow.

She shrugged. "I will be. Let's just focus on this. Blood, eh?"

The Doctor eyed her, but nodded. "Yes, blood. There's something bleeding profusely beneath this grate, and the cheering is loudest in this spot." He retrieved his screwdriver and tried several settings, relenting when the metal lock popped open. He yanked the grate away and leaned over the hole. "The question is, why lock the grates? What could be so horrible that you fear mindless drones will get at it?"

They both leaned over it at the same time, drawn by the unrelenting cheers. He likened it to a sporting event, but he knew it couldn't be that simple. You didn't hide a football game under several tons of asphalt, and then lock the entrance. Whatever was down there, it smelled of blood; the mist began to settle on his face, drying, clinging to the corner of his mouth.

"I need to get some things from the TARDIS. I'll be right back. Don't you even think about going down there."

"Oh, damn, you got me. Scary, bloody sewer tunnels are my weakness. But now that you said something, I'll be sure to control myself."


	4. Grace: Chapter 4

**Before this chapter begins, I would like to thank 'laceylolbug' for her/his awesome review of the previous chapter. It made my day! I hope you continue reading; I've got quite a plot worked out for the Doctor and his faithful companion.**

**XxX**

Grace sat alone beside the manhole, listening to the cheers erupting from below. It had been nearly ten minutes since the Doctor had left her, warning her not to explore the mysteries beneath this city, but, with every passing moment, she came to doubt him a little more. He was very determined to keep her safe, and she attributed that to a recent loss, something devastating enough to make him center his attention on this place rather than deal with it, but his desire to protect her was unwarranted. She could handle herself, and she didn't need a knight in shining armor to come rescue her. She'd given up on that idea in her childhood. Now it was just her and a tantalizing ladder, slippery with blood. Just her and the crowd, who cheered endlessly for something that she was missing. It was just her and an unlocked door, and the word of a man she hardly knew.

"Oh, no, I'm slipping," she murmured to herself, turning sideways and maneuvering herself into the hole. She checked both sides of the street for the Doctor, and then descended a few feet. There was no sign of him. She went a little further, listening intently for his footsteps, but there was only the cheering.

Her feet hit solid ground about fifteen feet below the asphalt, or whatever it was that aliens used to pave their streets. The ground was spongy underfoot, as if it had absorbed a great amount of liquid. The tunnel spread out into darkness, taller than it was wide, fit with a swift sewage stream at the left side. The walls were covered in black slime, which rolled toward the ground with exaggerated slowness. She was crouching to get a better look at the slime when she heard the metal grate slam shut over her head.

She stood rigid, staring at the metal that barred her escape. She could hear something moving around up there, and the distinct click of a lock. There was now a choice to be made: Stay and wait for the Doctor, like a good, helpless girl, or turn and face the prospect of adventure. It was all a little mad, to be honest. Here she was, standing in a sewer tunnel on an alien planet, deciding whether or not to wait for the arrival of her alien friend, who had gone back to his time machine to gather materials. It was all so ridiculous that it thrilled her, and it brought a smile to her face.

That smile faded when she turned to find two aliens behind her.

They were much like the Gandrak she'd seen throughout the day, but their skin was the perfect shade of ivory, their eyes a stunning, crystalline blue. One of them was larger and older than the other, his face like a gorilla's, and the other was rather skinny, with a long snout and keen eyes. They approached from a point of light far behind their shoulders, its source obscured because of its brightness, and she found nothing but nightmarish blackness in the other direction. Running wouldn't be wise.

"Why are you down here?" the small one prompted in a harsh voice. He raised the cane that he'd been walking with, which was more like a long scimitar. "Oh, wait, you're one of the human visitors, aren't you? Got lost on your way to the bathroom?" He looked at the other, laughing and flailing his weapon dangerously close to her. "Can you believe that, Gera? _Humans_, the brightest of the bright, as stupid as they come!"

She tried to laugh with him, but it came out as a nervous cackle. "Uh, yes, the bathroom. Can you two escort me back to my, uh, place? I'm terrible scared of the dark, and I don't fancy wandering about in it." She swallowed, heart hammering.

The second alien nodded graciously. She found that she liked the way he spoke, though it made her spine tremble. He sounded much wiser, much kinder. His eyes were full of patience. "It's not a bad idea, being scared of the dark. I've always thought it was very… healthy." He looked at his younger companion. "Go on back and watch the games, I know you're excited. I'll handle this."

The other obliged immediately, whipping around and falling to four legs. It was taller than a horse, with beautiful white skin rippling with powerful muscles, but, when it began to run, Grace thought she saw red veins sparkling through. The second alien, Gera, looked the same way, but with dark gray spots littering his bulkier, thicker chest. He had scars running down his limbs, and the voice of an old man.

"Human, you shouldn't have come here." He hit four legs and crouched down, his face just inches from hers. She could see her perplexed expression reflecting in his porcelain eyes. He sniffed twice, and then his eyes narrowed. "You're traveling with the Doctor, aren't you? I can smell the TARDIS on you."

She nodded, breathless.

The most beautiful smile she'd ever seen overtook his face, and he made a soft, gleeful noise in his throat. His fist lifted, and then tapped the squishy ground. He moved the other very gently to her shoulder – it was larger than a dinner plate. His touch was warm and unexpectedly tender, like the touch of the baby Gandrak.

"I've often dreamed that I would encounter the Doctor once more in my lifetime, and every time I hear his name whispered amongst my kind, I imagine him coming back for me. It's good to see that he has chosen a brave and beautiful companion; it truly is an honor to meet you, human. I am Gera of Before; I was born and raised alongside the Doctor, and he is the greatest friend I have known. I will escort you wherever it is you wish to go, and watch over you. Come with me."

**XxX**

"I've got some perception filters, fashioned from buttons – isn't that clever? – and I need you to pay attention, because I'm going to tell you how they work… Oh, I'm talking to myself. Of _course_ you're gone."

He took a deep breath to steady himself, and then he crouched to survey the damage. At his feet, the grate had been closed and the lock, restored. The ladder had two distinct handprints on it, the left and right hands of a daring human biologist, and those handprints led into the sewer system. Grace had gone down, and someone who'd happened upon the grate had decided to close it. Before arriving, his curiosity about the cheering had been very solid, but now it started to waive. Did he really want to know what was down there? Sure, it could be the answer to this planet's problems, and the solution to the little Gandrak's nightmares, but it could also be the mangled corpse of his human companion. It could be proof that he was like poison to the people he loved.

The prince that clung to his chest stirred, its arms tightening around his neck. He knew that it sensed his emotions, and that it would interpret his doubt as something entirely different; it would assume that his willingness to help it was driven away by fear. Sighing, he stroked its spine. "Don't you worry, kid. You and I, we're going to find out what's happening in those sewers, and, I swear, nothing's gonna hurt you."

His last promise heavy on his mind, he broke the lock and descended the ladder. The floor of the tunnel was a cousin of plastic, absorbing the blood that had come here through the dense air. He could choose the path on either side of him, but one was much lighter than the other, and the light drew him. "Always bet on the light," he murmured to the Gandrak. "Unless you happen to be dying. Keep away from it then."

He encountered nothing for about a kilometer, at which point he spotted a series of heavy metal doors lining the walls. The cheering of the crowd seemed to calm for the moment, leaving him in an ominous state of unrest. He approached the very first door on his right and put his hand on the door. It was cold. So cold that it almost burned him. Hissing in pain, he stepped in front of it and stared through the little glass window, trying to look past the mist that floated around inside.

Suddenly a set of golden eyes blocked his view, startling him so badly that he stumbled backwards and fell in the middle of the tunnel. The gold eyes stared at him, and he couldn't break the contact, not even for a second. Both hearts beating at supreme capacity, the Doctor pulled himself up and approached again, holding his hands up and shaking his head. "I'm not here to hurt you, please, just talk to me." He put one hand against the door despite the powerful cold, "You're a Gandrak, but why are you in there? This isn't a prison – I've seen your prisons! Who are you?"

The alien behind the glass blinked, and then slipped out of sight. The Doctor pressed his face to the glass and stared inside, finding much more than he wanted to see. It was a narrow sauna-like room with two rows of frosted Gandrak's resting against either wall. They trembled against each other, some of them conscious, some of them dead. Those that found him there stared back at him, their eyes full of the intelligence that he hadn't seen since arriving on this planet. But it was a tragedy. The first natural Gandrak he'd seen were… dying. Captive. Tormented.

He forced himself to move from door to door, staring at the creatures wasting away within. It built up his anger and inspired him to do something about it. When he got to the end, he was completely prepared to wring the queen's neck, but the cheering had begun again. He had to know what that sound was. He just had to.

Further along there was a security check run by two creatures he'd never encountered before. They were mulling about, appearing bored, and, as he passed between them, they both seemed to sense his presence. The perception filter kept them from thinking about it too long, and they moved on. He found a set of doors blocking the sound in, and, as he opened them, he was blasted with the screaming of millions of sentient creatures. The first challenge was accepting how massive this room was; he'd never been in the sewers, but he was pretty sure your basic drainage system didn't call for a coliseum smack in the middle.

The second challenge was remaining calm in the presence of tens of thousands of a hostile race, the very race that was probably responsible for this atrocity. Idak stood and cheered throughout the audience, some of them white with exotic patterns and some of them still as pure as the last time he'd seen them. They were taller than Gandraks, but much stronger, their beautiful eyes alive with the fire that had always driven the darkest parts of human beings. The Doctor avoided them at all costs as he made his way through the crowd, gathering slowly that this was some sort of performance, and that he was on ground level. What he saw tested his emotions for the third time that day.

The coliseum was built around a fighting ring, and the gladiators were two fully conscious Gandrak with tears in their eyes. They were beating each other senseless, filling the air with their blood, ripping wound after gaping wound into their own brother. With each hit, they screamed out in agony, and their bodies trembled; the remains of ice from the holding cells he'd seen were still clinging to their backs. The crowd was egging them on, yelling curses in every language; their merciless voices echoed in his mind.

But the very worst part of this event wasn't that these Gandrak were tearing their own kind to pieces, and that these other intelligent species were rooting them on, it was that the Gandrak in the ring were fully aware of what they were doing, and the Doctor could see every sign of life in their horror-stricken eyes. Even if one of them survived such a beating, they would never be sane again.

"Doctor?"

He looked up immediately, afraid that someone from his dark past had recognized him, but it was only a very old, very ancient friend. Relief flashed cold in his hot, vengeful veins. "Gera?" he asked, rising from his hunched position. He couldn't manage a smile after what he'd seen, but his voice was friendly. "Is that really you, my brother?"

Grace stepped from behind the alien, her eyes meeting the Doctor's. "And me, the bad one. I'm sorry I left without you." She was frowning, her entire face drawn into a pitiful, pain-filled expression, and he could do nothing but embrace her. She sobbed once into his shoulder, but no more. "We have to stop this, Doctor. It's wrong."

He nodded against her hair, holding her as tightly as he could manage without crushing the little Gandrak between them. "I know, and we will. I won't let this continue." He looked up, still holding his friend. He couldn't help the aggression that flowed into his words. "Let's go elsewhere; I can't stand the sight of this place. It's time you explained this to me, Gera."

**XxX**

The Doctor brought them back to the apartment, where he pulled off his perception filter and began flipping it between his fingers. Grace sat beside him, pulling the alien from his chest and cradling it until it went back to sleep; tears ran down her cheeks, but she refused to admit that she was sad. He had to spend his time watching her care for the little thing because, if he confronted his friend with such powerful anger coursing through him, it wouldn't end well.

"Do you think he has a name?" Grace asked after quite some time. At the sound of her voice, the old Idak in the corner of the room stirred. She looked briefly at Gera, and then back at the Doctor.

He shrugged. "I don't know. Sometimes they're named before birth, sometimes they live for years without the slightest concept of identity." He held the button up to his eye and examined it, and then he turned suddenly to Gera. "How did you see me back there? This little button is a perception filter, and you looked right through it."

Gera fell to four legs and walked toward them, crouching at the end of the couch. He smiled a very old smile. "Doctor, you are my oldest friend, and though time has separated us and made us quite different than before, I will _always_ see you." He reached out, running his human-like fingers down the side of the Doctor's head. His smile deepened, as did the age in his face. "Do you remember the song your mother sang to me on the day that we met? It wasn't just a song, my friend, but a prophecy."

Despite everything that had happened that day, the decisions and complicated issues weighing on his mind, the Doctor cracked a genuine smile. He very rarely found a reason to recall his childhood, and, as a consequence, he didn't often think of his mother, and the little creature she'd been told to foster. He could still remember their first encounter as clearly as ever; a little chimp-like thing and an underage Time Lord. The words of the song came to him clearly, and they made his eyes sparkle.

"You really think so?" he wondered.

Gera nodded softly, and then sang, "Time is the sight, and love the vessel; with time and love on one's side, everything is clear." He glanced at Grace, who was listening intently. "It rhymed in Gallifreyan, but much of that language is lost to me. It doesn't linger on something that's not supposed to know it."

The sound of his own language soothed him, but nothing could make him forget the sight of those prisoners, of that barbaric coliseum. He stared his friend in the face and spoke very clearly. "Gera, you are the only Idak that I trust; I mean you no offense, but your people are behaving inexcusably toward the Gandrak." Sensing nothing but patience and calm within the alien, he went on, "I need you to tell me what happened her, old friend, because I'm going to stop it."

"Yes, I was afraid of that." Gera ran his large hands over his face, his expression one of sadness. "I tried to tell them that you would come, but no one listens to me. I'm just old… and losing my mind." He looked up at the ceiling, large teardrops cutting a path through his wrinkled skin. "Oh, Doctor, I'm so sorry I let this happen."

The Doctor felt a powerful compassion come over him, but, for once, he ignored it. He couldn't waste any more time. The Gandrak were suffering, and Gera had the answers. "Just tell me what happened. I need you to tell me, Gera."

"Oh, forgive me, forgive me, _please_!"

He could tell that this was painful for the old Idak, but his own pain made him cold; images of the Gandrak imprisoned, of the taunting crowd, drove him on. "If you want my forgiveness, you'll tell me what has happened to the Gandrak!" he yelled, standing and letting his anger flow through him. "Tell me _now_!"

"Doctor, just give him a moment, you're upsetting him," Grace pleaded.

He turned on her and snapped, "He's upsetting me!" As he whipped back around, he jabbed a finger at the alien's face. "Oh, you won't like me when I'm upset, Gera. There's no telling what will happen." Enraged by the lack of response, he climbed onto the arm of the couch and put his hands on either side of Gera's face, forcing the old alien to look at him. "Tell me what you've done!"


	5. Grace: Chapter 5

The group of four sat quietly. The only sound was the soft, pitiful weeping of the ancient colossus known as Gera. Presently the only human in the room, Grace had been listening to the kind alien cry for several minutes now, trying to focus on something, anything, other than the discomfort she felt. She alternated between staring at the television, though she only registered colors flitting about the screen, and watching the Doctor's face change with every thought he had. First he held onto his anger, though the wretched creature's lack of response after his powerful accusation seemed to lessen it. He sat beside her for a while, staring at the wall behind the creature's shoulder, his face creased so that he appeared much older than before. At some point, his eyes fell to the floor and he gained full control of himself, empathy flooding his presence.

"I'm sorry I yelled at you," he mumbled, sounding like a sad child. She realized suddenly that he'd been scolding himself this entire time. "I'm sorry, I really am. I know this isn't your fault. If anything, I'm to blame."

Both the alien and the baby in her arms stirred, their eyes focused on the Doctor. She could feel the heat of her charge radiating through his skin, as if he was taken by some massive power beyond his tiny body. The Idak had a similar passion in his eyes as he crouched down to look the Doctor in the eye. They stared at each other for what seemed like a very long time, though Grace was sure only a few seconds passed.

"You did not cause this," Gera assured him at last, reaching out and laying his large hand on the Doctor's face. "It is not compassion that creates evil, my friend. It is only the pursuit of happiness, of… companionship, which destroys us." The Doctor's eyes flickered toward Grace, but the alien's eyes never flickered. "I know why you never came to visit me, brother. I know that you blame me for the Idak."

Suddenly the Doctor pulled away from him, his breath hitched. She could see regret darken his brown eyes. "I don't… I can't…"

"But you do. It's alright, I've already come to terms with that." Gera looked at Grace, and then he moved toward her. The Doctor stirred as if to separate them, but his action was half-hearted. He stared at the alien with new eyes; wide, sorrowful eyes. "When we first met, I told you my name was Gera of Before. That is my proper name. I was a creature found without a home; the Time Lords were so compassionate that they couldn't leave me to die, even though my existence was an anomaly. The Doctor's parents adopted me as one of their own, and I became his brother in nearly every sense of the word. If we hadn't… fallen apart… I would be in your place, traveling with him."

At those words, the Doctor rose once more, a towering figure shadowing even this massive monster. He was no longer angry, but very sad, lashing out. He was so sad and childlike that it broke Grace's heart to hear him talk. "No! That's not what happened! You can lie to yourself all you want, but don't you dare lie to her!" He looked down at her, his eyes brimming with the kind of pain that she'd never seen before – and that she never wanted to see again. "Go somewhere else, Grace. I don't care where, just go away. I don't want you here."

"No, let the girl stay. It's not her fault; it's not anyone's fault."

Everything that had contained the Doctor seemed to dissipate in that moment. He turned toward Gera and gave him the most incredulous look, one full of outrage and indignation, but also residual anger and hatred. It seemed out of place. "No, it is someone's _fault_, Gera. It's your fault! How can you go from sobbing about it to pretending it never happened? How can you push the guilt off of yourself like that?"

Gera's brow wrinkled with frustration. "I… I didn't mean for any of it to happen."

"But it did happen. You created the Idak, and then they started a war that's been going on for centuries. End of that mistake, and on to a new one. What's happening right now? Why are the Gandrak enslaved? How did the war come to an end?"

"The Idak won, and they took over."

"No, that never happens." The Doctor laughed and bounced on his feet. She couldn't tell if he was going mad, or if he was on to something. "I'm a _time traveler_, Gera, not some daft old historian. I've seen this planet end – I've seen those stars burn out and incinerate the solar system – and this isn't supposed to be happening. So it's time to fess up, _brother_. What's happened here?"

It seemed that the Doctor had won, but, until this moment, Grace hadn't known they were competing. The anger and excitement that had flooded him now drained away, leaving only a spark that could easily be reignited. Both of them had the same dreamy look about them; they were both despairing, but hiding it beneath their old eyes. The Doctor had clearly managed to keep his focus throughout the ordeal, and now he stood ready to claim his prize: Information.

The other alien bowed his head slightly. "There was an incident three years ago. Something that appeared human showed up in the Idak king's chambers where, apparently, it gave him the key to winning the war. I knew that it wasn't you, Doctor – how could it be, when such death followed? – but it was rumored that the intruder had two hearts… a Time Lord."

The Doctor tilted his head, his eyes foggy. "That's impossible."

"Whether it's possible or not, it happened."

While they discussed the impossible, the improbable, and the unwarranted, Grace felt her mind begin to slip away. She'd been awake for a very long time, and now the base of her skull began to throb. Her stomach tightened and cramped. Her eyes became dry and watery at the same time. Noticing this, or sensing it, the little Gandrak in her arms shifted and, cooing softly, began to radiate heat again. The Doctor turned from his heated conversation to gaze at the two of them. Through her exhaustion, she saw him smile tenderly at her, and then she felt his hand brush her arm.

"It's time you left." His voice was a thousand miles away. Her eyes kept sliding shut, cutting off her view of that beautiful smile. She felt his hands slide under her body, lifting her from the couch and suspending her in the cold air. "Gera…" he sounded much, much closer, his voice making her whole body tremble. "I'm sorry that you hate the world so much. I would try so hard to save you, if only you'd let me."

She heard a deep chuckling from far away. "I'm too old to change. Just like you, Time Lord. I know that you disagree with the choices I've made, but perhaps you'll come and visit me before you leave this place. If you put everything right, that is."

"I would like that."

The door shut. The warmth on her chest shifted and moved closer to her neck, holding on a little tighter. She heard the Doctor murmur an apology, and a shift in the air all around her. "Oh, one bed, fantastic," she heard him say, and then she felt a soft mattress under her. "Well, I guess it's all they could muster on such short notice. What do you think, little one? Nice and soft?"

There was a sweet hum of agreement, and then the whole bed shifted and flailed as if he'd jumped onto it. The last thing she heard was the Doctor breathing.

**XxX**

He woke her up with the smell of frying food. It took her a while to actually open her eyes, still weighed upon by anxious dreams, but her stomach began to rumble expectantly, and she figured that she better get up before she missed the food completely. She found that she had rolled onto her side during the night, facing a rough patch of covers where the Doctor must've slept; the little Gandrak was curled on his pillow, watching her with half-closed eyes. When it realized she was awake, it rose, stretched, and walked over, curling its body into her chest.

She laughed, appreciating his warmth, and rolled out of bed with his little body bundled in her arms. The room they'd slept in was only as big as the bed it contained, leaving a tiny space to walk, and an open door through which to exit. There was no lamp, no decoration, and no window, but, somehow, it was as bright as dawn.

"It's about time you woke up," the Doctor crowed as she entered the main room. He was zipping here and there, preparing strange foods in a kitchen that she hadn't recognized as a kitchen. Everything was absolutely alien. He directed her to a chair near the counter and loaded up a plate, presenting it with a playful grin on his face. "Go ahead, trying something new. I dare you."

Smiling, she picked up the fork-like thing he handed her and prodded the red chunks at the edge of her plate. "You're in a good mood," she observed, holding the food up to the light before nibbling at it. The taste was very unique; like a pastry combined with some sort of rustic vegetable. She'd never imagined such a strange mixture.

He fixed himself a plate and took the seat across from her, leaning his elbows on the table and sniffing loudly. He looked up at her with bright, friendly eyes, completely free of burden; he was perfectly exuberant. She loved it.

"Last night I was so worried about this place, you know?" he jabbed his fork into the largest thing on his plate, which resembled a lumpy potato. "But when I went outside to see the sunrise this morning, I found something interesting taped to the door." He spoke between mouthfuls, presenting her with a large violet-colored envelope. "It's an invitation to a ball, thrown in the prince's honor. The funny thing is, we've had the prince with us the whole time, and nobody seems to care that he's gone."

The Gandrak in her arms whimpered, dampening his attitude. He leapt from his place and, grabbing Grace's shoulders, turned her whole chair sideways. He pulled the Gandrak's face out of hiding and smiled softy at it. "I didn't mean it that way. It's just very odd. You should be the most important thing in the universe to them – you're the most important thing on this _planet_ – and yet no one's raised the alarm. I know it's upsetting, but just try to see it from my point of view. I'm _that_ much closer to figuring it all out, _that_ much closer to making everything alright again."

They watched each other for a moment, and then the Gandrak curled up, retreating into the folds of Grace's shirt. She stroked its head for a few moments to soothe it, and then she looked at the Doctor. He'd taken his seat once more, and he had completely devoted himself to his meal.

"You're amazing," she said, unable to contain that thought. He looked up, mouth full of weird green vegetables, and she saw a stunning innocence in his eyes. That prompted her to go on. "You've been through so much – I can see it in you – and yet you care about every living thing you encounter. That alien, Gera… you spoke like he betrayed you, but you never tried to hurt him. You apologized, and you offered to help." Her observations spilled out in one sentence, a very powerful sentence that held too much meaning. "You're really, truly amazing, and you don't even realize it."

He stared at her, his eyes flickering over her face as if trying to uncover something, and then he looked down at the table. "You don't even know me. We've only just met."

She dared to reach out and lay her hand on top of his. "Yeah? Well it doesn't feel like it. You wear your life on your face, Doctor. You don't hold anything back. I _don't_ know you, you're right, but I would like to."

He looked up at her, that innocence conflicting with the ancient pain that lay in the heart of his existence. She felt that they were leaning toward each other, covering the distance of the table between them, piercing the static air that always separated the faces of two people. She saw her own reflection in his eyes, and the wonder that had awakened only recently in his iris. Their lips touched, and then it was over.

The Doctor moved away, turning his head so that she couldn't see his face. "I'm sorry, no, that shouldn't have happened." He turned back, successfully hiding whatever he was really thinking. He was flustered, however, and it made him dance around like a babbling idiot. "Uh, right, I have to, uh, go out now. You should stay here. Where it's safe. Nice and safe. Not with me. I'm not safe. The opposite of safe. Dangerous. So, uh," he held his hands up, "Don't move."

She tried to say something, but he cut her off with a shushing noise, his expression as odd as his behavior. "I'll be back before midday. If anyone knocks, don't answer it. Watch the prince and try to stay out of trouble."

He left her alone again with a promise of return. Somehow, she doubted he would.


	6. Chapter 6

The Doctor straddled the windowsill, resting his back against the frigid metal frame and trying to rest his mind, if only for a moment. His thoughts shifted constantly from the city of drones to his own internal strife; three channels that never stopped playing, a holographic screen built with a powerful connection to his emotions. The first screen was all Rose, all the time. He could see her laughing; he could hear her calling out to him when things got rough; he could feel her pain as she stared at him on the beach that day. The second screen featured the woman sleeping behind him. As the thought of her lips touching his crossed his mind, the remote slipped from her hand and clattered loudly to the floor. He flinched. The third screen was inevitably the worst, and he couldn't stop himself from lingering on it. His friend, his brother, his most trusted ally, sprinting across dark red grass, reaching out with a smile on his face. Two suns, so unlike this planet's that it made his heart ache, lifting over the hills, shedding light on the beautiful home that he would never see again. But distractions were just distractions. He always came back to the street below him, shadowed now that the suns were setting. He'd returned hours ago and, as a result, he'd seen the drones switching shifts – he noticed that some of them were as small as children, and that thought made him sick. Now he watched them wander into seemingly random buildings, their collars blinking when they collided with their brethren; that blinking was the last thing he could see as his second night on Telhedria commenced.

As if disturbed by the darkness, or by the sudden lack of noise as the television turned itself off, the human on the couch began to awaken. The Doctor moved from the window and shut it, hoping it wasn't the cold air that had drawn her from such a well-deserved rest, and he found himself watching her as consciousness fought its way to the surface. He could see her eyelids flicker; he smiled slightly when she ran her curled palm over her face to brush away a few locks of wild hair. The young Gandrak, who'd been resting peacefully atop her hip, relocated to the armrest and stared at the Doctor.

He was just about to say something when Grace stretched and managed to overreach her limits. She slipped from the edge of the couch and hit the floor, shrieking in surprise and clawing at the couch cushion. Despite the challenges he'd faced, and that he was still facing, the Doctor couldn't stop himself from giggling.

She looked at him incredulously as she pulled herself up. The expression he'd adopted, however, was utterly contagious, and it spread on her face like wildfire. She grinned at him, a natural, human grin, and gave him a gentle shove. "Alright, alright, you've had your laugh. Glad I could be of service."

He clasped his hand over his mouth and giggled through it, finally realizing how badly she'd spooked the little Gandrak. It was perched on the very edge of the couch, its golden eyes wide with shock, and its claws had pierced the fabric. "Oh, look at that, you've scared the living daylights out of the poor fella." Snorting, he patted the little thing's head. "It's alright now, as long as Grace stays absolutely still."

"Oi, stop teasing!" she popped him on the shoulder and pried the alien from the couch, cuddling it against her chest. If it was possible to elevate his mood any further, seeing her mother the troubled infant did just that.

He was still smiling, basking in the wonderful humor of his new friend. After the incident at breakfast, he'd assumed there would a problem between them; an infatuation that he didn't desire. Something like that would end their journey right at its beginning. Fortunately, he found that she was a lot like Rose when it came to friendship; she was easy to smile at, and, when she was smiling, she was a beautiful sight. He found that he was already attached to her, fascinated with her peculiarities, and the obvious complexity of her soul. He knew that there was something deeper just beneath the surface, something that made her willing to leave her home for the silliest of excuses, and that knowledge made him terribly curious.

She noticed how he stared and used both hands to frame her face. "How do I look? Bold, bedhead, and beautiful? I hear knots are all the rage in London these days." The little Gandrak cooed at the sound of her happiness, his form beginning to shift once more into that of a human child. Observing, she smiled warmly.

The Doctor watched them both for as long as he could manage, and then he began to unwrap the goodies he'd been shopping for. He pulled his pressed black tuxedo from its garment-bag and pressed it against his body, turning toward his company and smiling like a movie star. "Posh, right?"

Grace nodded, taking this opportunity to whisk by him and investigate the other bag. She unzipped the front and gasped, her hand over her mouth. "You didn't…" she hissed through her fingers, looking quickly between him and the sequin dress he'd acquired. The Gandrak sprang from her chest and perched on the table, sniffing at the extravagant clothing.

"Got it off a French designer; he owed me one." He laid his tuxedo over the back of the couch and pulled the dress from its bag, holding it up to her body. "I wasn't sure of your size, so I had to guess. We leave in-" he checked his watch, tapping it a few times to get the hands to cooperate. "Let's say two hours. Try it on. Get all your human stuff out of the way." He pointed at her, feigning seriousness. "And don't you make us late."

**XxX**

The invitation led them to the queen's palace, an ornate building two kilometers from the apartment they'd been staying in. Above ground, there was a small entrance in the center of a luscious garden, where plants from many different solar systems flourished under synthetic sunlight. He knew that the true majesty lie right below them. Crowds of aliens representing most of the nearby civilizations walked along the elegant stone pathways, chattering on about social events and impending wars. The entire place was very surreal, but the Doctor only had to turn around to see that it was all a darkly-spun fairytale; behind them, massive skyscrapers loomed like monsters, casting shadows upon the lawn, and smoke as thick as slime rolled into the atmosphere, poisoning the air in every other part of the city. But this place… it was paradise.

The Doctor stopped just within the shadows, his arm across Grace's shoulders to stop her from stepping into the light. "Wait, shh, just wait," he hissed, turning her toward the buildings to catch the tail end of an itty bitty shadow. Her breath caught, and they stood absolutely still as they waited for it to show itself again. Moments later two golden eyes appeared around the corner and blinked at them.

He crouched and beckoned to the little Gandrak, picking it up as soon as it was in range. He held it away from the crowds, hoping that no one had noticed them standing here. "I told you not to follow us," he scolded. "What part of 'stay here in case there's trouble' didn't you understand?"

The prince stared at him blankly, his head tipping to the side.

"Oh don't play dumb!" He sighed, running his hands through his hair and checking the streets all around them. The sound of alien chatter overwhelmed the soft music drifting from within, but a few guards near the entrance were looking in their direction, appearing suspicious. There was no way to carry the little thing to safety now that he'd been spotted, and he couldn't leave it out here all by its lonesome; his only choice was the simplest. "Looks like you're crashing your own party."

He held the infant securely against his chest and strode across the grass, dragging Grace along with his free hand. "If this works," he muttered under his breath, "Which I really hope it will, I want you to slap me afterwards, alright?"

"I was thinking about doing that anyway."

Because of that, he was grinning when he got to the little building. The lines of entering aliens paused and stared at him; the guards lowered their weapons and scrutinized him with oddly symmetrical eyes. He was unnerved by their perfection, which made them look positively unnatural for Gandraks; it was the Idak who had ideal features because of their origins. He had to force himself to brush off that suspicion to appear perfectly confident – and innocent – in their unnatural eyes. "Ello, friends," he crowed, "Champagne inside? Or something liquidy that makes people terribly silly?"

The guard closest to him cleared its throat and motioned to the glass doors. "Her majesty awaits you inside, Time Lord. Welcome to the Emden Palace."

He nodded respectfully and continued, holding his elbow out for Grace and escorting her through the doors. Along the entrance corridor, two rows of the oddly proportional Gandrak were standing perfectly still, awaiting an order. His friend stared with a gaped mouth at each of them, flinching when she began to veer and the Doctor tugged her into a straight line. He waited until the doors of the elevator closed before he spoke again. "It's not polite to stare." She said nothing, only stared ahead. "Grace?"

She flinched, dropping his hand. "What? Oh. Sorry. There was just something so strange about the Gandrak outside…" she pressed her palm to her forehead and sighed. "Just looking at them gave me a headache… like staring at an optical illusion." The prince began to coo, demanding her attention, and she allowed him to climb between their bodies. She smiled down at him, her forehead pinched with pain, and ran her fingers over his skinny arms. The two of them made quite a pair.

He watched them for a moment, and then he stepped a bit closer and tipped his head toward her, speaking gently. "Grace… I try to avoid personal questions… it's one of my rules, actually… but I'd like to ask you something."

She looked up, her brown eyes bright with humor. "What?"

"Did something happen to you… as a child?"

The blood drained from her face, turning her rich skin an insipid, chalky color. She moved away from him immediately, leaning against the far corner and staring stubbornly at the door, blinking a bit too much. "Geez, how long does this elevator take?"

"I'm sorry if I upset you… I just thought it would help to talk about it."

"You don't," she said, staring at him with a very familiar type of fear. It was the fear he felt when he thought about his own race, when someone asked him where he was from. "You don't ask me that. You just don't."

He held up his hands and shut his mouth, wishing that he'd never let his curiosity get the best of him. But, even as he experienced regret, he wondered about her past. He couldn't forget the way she'd looked at him; she was so scared, and it was in his nature to eliminate that fear, but if she didn't tell him what it was he could do nothing about it. It was one of those relationship paradoxes that made his rules so important, and he'd ignored all of his own warnings and walked right into it.

The doors opened, saving him from his worries and plunging him into a completely different type of investigation. He walked out with her, and then left her to her own devices – she was an adult, she could walk around a ballroom without setting it on fire or maiming herself. He hoped. His eyes went to the back of the room, where the queen and her personal bodyguards awaited his company. He walked straight through the crowd, weaving in every direction but maintaining eye contact with the queen the entire time. He was determined to get some answers.

As he approached, he noticed how tired she looked. Not just tired, but ghostly, like the will to be conscious had been stolen. She sat slumped on her own throne, her once-beautiful golden eyes dimmed. "Doctor," she acknowledged quietly. "I'm glad you got the invitation. I see you brought my son back to me – _again_."

There was no malicious intent behind her words, but, thinking of the horrible vision the prince had shown him, the Doctor could only respond snidely. "I wonder why he keeps finding me; I mean, he must have such a good life with you. I imagine you spend all day playing with him, making sure he feels safe and loved." He stepped closer, ignoring the reflexive tensing of the guards. "I bet you tell him a story every night at bedtime, and tuck him in, because not doing any of those things would make your cruel, and a mother can't be _that_ cruel to her own child."

He saw anger flare up in her eyes, but it faded just as quickly, a remnant of the passion she'd once known. With the irritating level of self-control that most royal beings emanated, she waved her hand toward the other side of the room and smiled; the expression was almost lost in the depths of her dark-colored face.

"Enjoy the ball, Doctor. And leave my son with me before you go."

"One question before I walk away, your majesty." He stood his ground despite the growing tension between them. He'd planned on asking this questions regardless of how she'd addressed him, but her arrogant and self-assurance made it much more powerful. "What have you done to the Gandrak?"

Her smile tightened. Her eyes narrowed. "That is none of your concern. You will leave this place when your ship is recharged and think of it no more."

"No, it's definitely my concern. I'm sorry, your majesty, but if you don't stop what you're doing… I'll have to stop you."


End file.
